Acknowledgements and Representations Clause Samples

Acknowledgements and Representations. You acknowledge and represent that you have not suffered any discrimination or harassment by any of the Released Parties on account of your race, gender, national origin, religion, marital or registered domestic partner status, sexual orientation, age, disability, medical condition, or any other characteristic protected by law. You acknowledge and represent that you have not been denied any leave, benefits or rights to which you may have been entitled under the FMLA or any other federal or state law, and that you have not suffered any job-related wrongs or injuries for which you might still be entitled to compensation or relief. You further acknowledge and represent that, except as expressly provided in this Agreement, you have been paid all wages, bonuses, compensation, benefits and other amounts that any of the Released Parties have ever owed to you, and you understand that you will not receive any additional compensation, severance, or benefits after the Separation Date, with the exception of any vested right you may have under the terms of a written ERISA-qualified benefit plan.

Acknowledgements and Representations. CELLULAR ONE and AGENT acknowledge that they have read this Agreement and understand and accept the terms, conditions and covenants contained herein as being reasonably necessary to maintain CELLULAR ONE's high standards for its CRS and other Services thereby to protect and preserve the goodwill of CELLULAR ONE's CRS, Services and Marks. AGENT has read and understands the obligations imposed by the FCC upon CRS licensees and their duties to CELLULAR ONE as specified in Section 22.912 of the FCC's cellular rules. AGENT acknowledges that CELLULAR ONE's ability to provide CRS and other Services is conditioned upon the continuing validity of its FCC operating license(s) and any other required licenses, certificates and permits, and may be affected by state and federal court decisions and regulatory approvals. CELLULAR ONE makes no representation concerning whether said licenses, certificates and permits will continue to be valid. AGENT agrees that if CELLULAR ONE is prohibited from, or otherwise ceases, selling an Authorized Service in the Area, CELLULAR ONE may declare this Agreement null and void as to any or all Authorized Services with no penalty. AGENT acknowledges that it has conducted an independent investigation of the business of selling CRS and any other Authorized Services that it will conduct pursuant to this Agreement. AGENT recognizes that entry into business as an AGENT of CELLULAR ONE involves business risks and the AGENT's success in such business will depend primarily upon its abilities and efforts. CELLULAR ONE expressly disclaims the making of, and Agent acknowledges that it has not received or relied upon, any GUARANTY, express or implied, as to the amount of commissions or other gross revenue that it may earn as a result of its agency relationship with CELLULAR ONE and acknowledges that it has no knowledge of any representations relating to its agency relationship with CELLULAR ONE by an officer, employee or agent of CELLULAR ONE that are contrary to the terms herein. AGENT represents to CELLULAR ONE, as an inducement to its entry into this Agreement, that AGENT has made no misrepresentations to CELLULAR ONE in its application for appointment as a nonexclusive, authorized AGENT of CELLULAR ONE or in any other manner. AGENT and CELLULAR ONE mutually agree that they shall not have any liability to the other for any lost profits or consequential damages, even if advised of the possibility of such damages.

Acknowledgements and Representations. The Executive acknowledges and represents that he has not suffered any discrimination or harassment by any of the Released Parties on account of the Executive’s race, gender, national origin, religion, marital or registered domestic partner status, sexual orientation, age, disability, medical condition or any other characteristic protected by law. The Executive acknowledges and represents that he has not been denied any leave, benefits or rights to which the Executive may have been entitled under the FMLA or any other federal or state law, and that the Executive has not suffered any job-related wrongs or injuries for which the Executive might still be entitled to compensation or relief.

Acknowledgements and Representations. The Grantee agrees that if the Grantee’s employment were to terminate, the Grantee could earn a living while complying with the Restrictions; the Restrictions are reasonable and necessary to protect the Company’s legitimate interest in its Confidential Information, customer relationships, and investment in developing its employees; and that the rights and obligations under this Paragraph 15 shall survive the termination of the Grantee’s service with the Company or one of its Subsidiaries.

Acknowledgements and Representations. You acknowledge and represent that you have not suffered any discrimination, harassment, or retaliation by any of the Releasees on account of your race, gender, national origin, religion, marital or registered domestic partner status, sexual orientation, age, disability, medical condition or any other characteristic protected by law. You acknowledge and represent that you have not been denied any leave, benefits, or rights to which you may have been entitled under the FMLA, CFRA or any other federal or state law, and that you have not suffered any job-related wrongs or injuries for which you might still be entitled to compensation or relief. You certify that you have not failed to report any work-related injuries or illnesses arising out of or in the course and scope of your employment with the Company. You further acknowledge and represent that, except as expressly provided in this Agreement, you have been paid all earned wages, bonuses, compensation, benefits and other amounts that any of the Released Parties have ever owed to you, and you understand that you will not receive any additional compensation, severance, or benefits after the Separation Date, with the exception of any vested right you may have under the terms of a written ERISA- qualified benefit plan.

Acknowledgements and Representations. By enrolling your Mobile Device number(s) and successfully activating the Text Services, you acknowledge and represent to us that: • You are the owner or an authorized user of the Mobile Device that you link to the Text Services; • You grant us express permission to send text messages to that (those) Mobile Device(s) through your wireless phone carrier unless and until such permission is revoked in accordance with these terms and conditions; • You agree that you will continue to be subject to the terms and conditions of your existing agreements with any unaffiliated service providers, including, but not limited to, your mobile service carrier or provider, and that this Agreement does not amend or supersede any of those agreements. You understand that those agreements may provide for fees, limitations and restrictions which might impact your use of Text Services, and you agree to be solely responsible for all such fees, limitations and restrictions. You agree that only your mobile service provider is responsible for its products and, accordingly, you agree to resolve any problems with your carrier or provider directly without involving Credit Union; • You represent and agree that all information you provide to us in connection with Text Service is accurate, current and complete, and that you have the right to provide such information to us for the purpose of using Text Services. You agree not to misrepresent your identity or your account information. You agree to keep your account information and Mobile Device number(s) up-to-date and accurate. You agree to provide source indication in any messages you send (e.g., mobile telephone number, "From" field in text message, etc.); • You agree to protect your Mobile Device that receives information through the Text Services and not to let any unauthorized person have access to the information we provide to you through the services. You further agree to indemnify, defend and hold us harmless from and against any and all claims, losses, liability, cost and expenses (including reasonably attorneys’ fees) arising from access to your Mobile Device by anyone other than you. • In case of unauthorized access to your Mobile Device, you agree to cancel your enrollment in Text Services associated with the Mobile Device immediately.

Acknowledgements and Representations. (a) Executive acknowledges that Executive has read and understands this Agreement, is fully aware of its legal effect, has not acted in reliance upon any representations or promises made by the Company other than those contained in writing herein, and has entered into this Agreement freely based on Executive’s own judgment. (b) The Company represents and warrants that this Agreement has been authorized by all necessary corporate action and is a valid and binding agreement of the Company enforceable against it in accordance with its terms. Parent represents and warrants that this Agreement and the Option Grant Notice have each been authorized by all necessary corporate action and the applicable portions of this Agreement are, and the Option Grant Notice will when executed be, valid and binding agreement of Parent enforceable against it in accordance with its terms.

Acknowledgements and Representations. By signing this General Release, I represent and agree that: a) I have read it carefully, I understand all its terms, and I know that it will bar me from making any Claims referenced above and I freely and willingly consent to everything contained it; b) I have been advised to consult with an attorney before executing it and I have either done so or, after careful reading and consideration, I have freely chosen not to do so; c) The Consideration I am receiving is a full and fair payment for the release of Claims; d) The Company does not owe me anything in addition to what I shall be receiving; e) I have made no assignment or transfer of any right, claim, demand, cause of action, or other matter covered by Section 2 above; f) I have not engaged in any misdeeds in the exercise of my duties for the Company, including but not limited to fraud, misappropriation of Company funds, usurpation of corporate opportunity, breach of fiduciary duty, and like misconduct; g) I have not assigned or transferred in any manner, or purported to assign or transfer in any manner, to any person or entity, any claim or interest that is the subject of Release; h) I have not been coerced to sign this Release or promised anything outside of what is contained in the Agreement and this Release, and I have not relied on any statements or explanations made by the Company or other Released parties except for what is contained in my Separation Agreement and this Release. {NOTE: If, during employment, additional agreements are entered, this provision will need to be updated before this Release is signed.}

Acknowledgements and Representations. Each party acknowledges that the other party has made no warranties or representations except as specifically provided in this Agreement and that it did not rely on any promises, representations or agreements about the other party or the license not expressly contained in this Agreement in making its decision to sign this Agreement. Each party further represents and warrants that the other party and its representatives have not made any promises, representations or agreements, oral or written, except as expressly contained in this Agreement. Each party assumes no liability or obligation to the other party, by providing any waiver, approval, consent or suggestion in connection with this Agreement. Each party acknowledges that the business venture contemplated by this Agreement involves substantial business risks, and its success will be largely dependent upon its ability as an independent businessman. Each party expressly disclaims the making of, and the other party acknowledges that it has not received, any warranty or guaranty, express or implied, as to the potential volume, profits, or success of the business venture contemplated by this Agreement. Each party acknowledges that it has read and understood this Agreement, the attachments hereto, if any, and agreements relating thereto, if any, and that it has had ample time and opportunity to consult with advisors and legal counsel of its own choosing about the potential benefits and risks of entering into this Agreement. Each party acknowledges that it has had an opportunity to negotiate, and has fully negotiated, the essential stipulations of this Agreement and that such stipulations were not unilaterally imposed on it by the other party.